Apartment Investment and Management Company (NYSE: AIV)
(“Aimco”) and AIMCO Properties, L.P. (“AIR OP”) announced today
that Aimco’s Board of Directors set the close of business on
December 5, 2020 as the record date for the previously announced
separation transaction to be effected through a pro rata
distribution (the “REIT Distribution”), where stockholders of Aimco
will receive one share of Class A common stock of Apartment Income
REIT Corp. (“AIR”) for every one share of Class A common stock of
Aimco held as of the close of business on the record date, and will
receive cash in lieu of fractional shares of Class A common stock
of AIR. The distributions are expected to be completed prior to
trading hours on December 15, 2020.
No action is required by Aimco stockholders of record on
December 5, 2020 to receive the distributed shares of AIR Class A
common stock.
Aimco has been advised by the New York Stock Exchange (“NYSE”)
that a “when-issued” market for AIR Class A common stock will exist
beginning on December 3, 2020, and continuing until immediately
prior to trading hours on the expected distribution date of
December 15, 2020. During this time, an Aimco stockholder will have
the option of selling the right to receive shares of AIR Class A
common stock in the separation while retaining shares of Aimco
Class A common stock. This option will be available under the
temporary NYSE symbol “AIRC-WI”.
In addition, Aimco has been advised by the NYSE that the
following markets will exist in shares of Aimco Class A common
stock in connection with the separation, beginning on December 3,
2020, and continuing until immediately prior to trading hours on
the expected distribution date of December 15, 2020:
Aimco Class A common stock “regular-way” market (NYSE: AIV): If
an Aimco stockholder sells shares of Aimco Class A common stock in
the “regular-way” market, that Aimco stockholder will be selling
both his or her shares of Aimco Class A common stock and the right
(represented by a “due-bill”) to receive shares of AIR Class A
common stock in the distribution if and when declared by the Board
of Directors of Aimco. Stockholders of Aimco should consult their
brokers before selling their shares of Aimco Class A common stock
in the “regular-way” market during this time period to be sure they
understand the effect of the NYSE “due-bill” procedures. The NYSE
“due-bill” process is not managed, operated or controlled by Aimco
or AIR.
Aimco Class A common stock “ex-distribution” market (temporary
NYSE symbol: AIV-WI): If an Aimco stockholder sells shares of Aimco
Class A common stock in the “ex-distribution” market, that Aimco
stockholder will be selling only his or her shares of Aimco Class A
common stock, and will retain the right to receive shares of AIR
Class A common stock in the distribution if and when declared by
the Board of Directors of Aimco.
Stockholders of Aimco who hold Aimco Class A common stock on the
record date for the REIT Distribution and do not sell those shares
“regular-way” prior to the distribution date will receive a
book-entry account statement reflecting their ownership of AIR
Class A common stock or their brokerage account will be credited
with AIR Class A common stock. In addition, stockholders of Aimco
will retain their shares of Aimco Class A common stock.
Trades under the symbols “AIRC-WI” and “AIV-WI” will settle
after the distribution date. If the separation is not completed,
all trades under these temporary symbols will be cancelled. If the
separation is completed prior to trading hours on the expected
distribution date of December 15, 2020, then beginning on December
15, 2020 (the first trading day after the completion of the
separation), shares of Aimco Class A common stock will no longer
trade in the “ex-distribution” market, shares of Aimco Class A
common stock that are sold in the “regular-way” market will no
longer reflect the right to receive shares of AIR Class A common
stock, and shares of AIR Class A common stock will no longer trade
in the “when-issued” market but will trade in a “regular-way”
market. Stockholders of Aimco are encouraged to consult with their
financial advisors regarding the specific implications of trading
Aimco Class A common stock or AIR Class A common stock prior to or
on the expected distribution date of December 15, 2020.
Aimco believes that the distribution generally will be taxable
to its stockholders for U.S. federal income tax purposes.
Stockholders of Aimco are urged to consult with their tax advisors
with respect to the U.S. federal, state and local or foreign tax
consequences, as applicable, of the separation.
Partnership Units
Aimco and AIR OP also announced that AIMCO-GP, Inc., the general
partner of AIR OP, set the close of business on December 5, 2020 as
the record date for the previously announced separation transaction
to be effected through a pro rata distribution (the “OP
Distribution”) of all of the outstanding common limited partnership
units of Aimco OP L.P. (“Aimco OP”) to holders of AIR OP common
limited partnership units and AIR OP Class I High Performance
partnership units. The distributions are expected to be completed
prior to trading hours on December 15, 2020.
No action is required by holders of AIR OP common limited
partnership units and AIR OP Class I High Performance partnership
units to receive the distributed common limited partnership units
of Aimco OP. Unitholders of AIR OP who hold AIR OP common limited
partnership units and/or AIR OP Class I High Performance
partnership units on the record date for the OP Distribution and do
not transfer those units (including by way of exchange, redemption
or conversion) prior to the distribution date will receive a
book-entry account statement reflecting their ownership of Aimco OP
common limited partnership units. In addition, unitholders of AIR
OP will retain their AIR OP common limited partnership units and
AIR OP Class I High Performance partnership units.
Holders of AIR OP limited partnership units are advised not to
exercise any exchange, redemption or conversion rights they may
have pursuant to the terms of their limited partnership units from
November 30, 2020 through the completion of the REIT Distribution
and the OP Distribution, as exercising such rights would result in
the issuance of shares of Aimco after the close of business on the
record date for the REIT Distribution, and such shares would not be
entitled to receive the REIT Distribution. AIR OP strongly
encourages any holder of limited partnership units to defer taking
any action to exchange or convert such limited partnership units
until after the completion of the REIT Distribution and the OP
Distribution.
Applicable SEC Filings
A registration statement on Form 10 relating to the AIR Class A
common stock subject to the REIT Distribution has been filed with
the Securities and Exchange Commission (the “SEC”) but has not yet
become effective; Aimco expects to file with the SEC a request for
acceleration of effectiveness of the registration statement and
expects that the registration statement will become effective prior
to the record date for the REIT Distribution. These securities may
not be sold nor may offers to buy be accepted prior to the time the
registration statement becomes effective. This announcement shall
not constitute an offer to sell or the solicitation of an offer to
buy nor shall there be any sale of these securities in any state or
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
A registration statement on Form 10 relating to the Aimco OP
common limited partnership units subject to the OP Distribution has
been filed with the SEC but has not yet become effective; Aimco OP
expects to file with the SEC a request for acceleration of
effectiveness of the registration statement and expects that the
registration statement will become effective prior to the record
date for the OP Distribution. These securities may not be sold nor
may offers to buy be accepted prior to the time the registration
statement becomes effective. This announcement shall not constitute
an offer to sell or the solicitation of an offer to buy nor shall
there be any sale of these securities in any state or jurisdiction
in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of any
such state or jurisdiction.
About Aimco
Aimco is a real estate investment trust focused on the ownership
and management of quality apartment communities located throughout
the United States. Aimco is one of the nation’s largest owners and
operators of apartments with 125 communities in 17 states and the
District of Columbia. Aimco common shares are traded on the New
York Stock Exchange under the ticker symbol “AIV” and are included
in the S&P 500. For more information about Aimco, please visit
our website at www.aimco.com.
Forward-Looking Statements
This document contains forward-looking statements within the
meaning of the federal securities laws. Forward-looking statements
include all statements that are not historical statements of fact
and those regarding our intent, belief, or expectations, including,
but not limited to the anticipated timing of the separation. In
addition, we may not complete the separation at all. We caution
investors not to place undue reliance on any such forward-looking
statements.
Words such as “anticipate(s),” “expect(s),” “intend(s),”
“plan(s),” “believe(s),” “may,” “will,” “would,” “could,” “should,”
“seek(s)” and similar expressions, or the negative of these terms,
are intended to identify such forward-looking statements. These
statements are based on management’s current expectations and
beliefs and are subject to a number of risks and uncertainties that
could lead to actual results differing materially from those
projected, forecasted or expected. Although we believe that the
assumptions underlying the forward-looking statements are
reasonable, we can give no assurance that our expectations will be
attained.
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version on businesswire.com: https://www.businesswire.com/news/home/20201125005903/en/
Matt Foster Director, Investor Relations (303) 793-4661
investor@aimco.com
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